Spider Bites
by lavira.rose
Summary: KevEdd Spider-Man AU - Edd and Kevin have been working together for a while despite their past as enemies when Venom decides to screw things up. Maybe for the better. "Damn, he's even cute mad - especially cute mad. It's sad he wears that mask, bet he'd look fucking hot when he's fighting. And that fucking ass in spandex. God help me." M for lang sexual themes
1. Chapter 1

Long story short, hazelbaum had the amazing idea of a KevEdd Spider-Man AU and the people of tumblr and I... created this hell. You can see all that crazy stuff on my tumblr LaviraRose, if you dare.

Basically, Edd is Spidey and Kevin is Venom but... nicer.

* * *

 **Chapter One:**

There are few things in this world as freeing as being able to swing above New York when the sky is growing dark and the streets are coming alive with light and nightlife. No matter how many nights Edd spends this way, it will never get old. Even now, after a rough fight, his muscles aching and bruises painting his back, it's the most wonderful thing he has ever experienced.

Behind him is Kevin, skin jet-black with Venom's wicked form and face contorted into a nightmare grin, as always. He hangs back as he usually does, allowing Edd to take the lead. At first he found it odd considering how competitive and dominant Kevin is (not to mention Venom which, according to Kevin and from Edd's unfortunate personal experience, is practically its own entity) but after fighting together and for so long Edd has realized it's because Kevin wants to be able to watch over him. There have been countless times Edd has been knocked from the air or sideswiped by a sudden attack but Kevin is always there, right behind him, ready to tear the assailant away, to push Edd out of the path of the attack or warn him.

It's hard to believe they were once enemies when Kevin treats him with such care.

As the bustling city begins to fade behind them, the shadowy form of their meeting spot, a long-abandoned factory with shattered windows and smatterings of graffiti painting its walls, rises before them. Edd lands on the roof soundlessly but the same can't be said for Kevin as the concrete cracks under the force of Venom's feet.

With a huff, Edd tugs off his mask and turns to glare at the hulking form of the combined man and parasite. The maw of the beast splits wide with a ragged grin, tongue lashing across its dripping fangs, and Double D scowls at the shine of saliva.

"Such an unsanitary beast! Don't you know Venom is nothing more than a glorified parasite?" he snips. This is a conversation they have time and time again, at this point it's not an insult or judgement, more teasing.

Venom's grating laugh still sends a shiver down Edd's spine even after all this time. It's honestly a relief when the strange substance that covers Kevin's form like a second skin knits the twisted mouth together only to unfurl from his face, revealing Kevin's freckled skin, warm eyes and crooked smile. The monster disappears to reveal the all-American boy, the perfect human form; there's something about it that never fails to awe Edd.

"Aw, c'mon, Double Dork," he drawls. "Venom's not that bad."

Edd rolls his eyes but he doesn't feel like discussing the parasite that once tried to kill him so he instead turns towards the two duffel bags tucked away by the roof bulkhead. This is where they always come at the end of the day to take a few minutes to catch their breath, drink some sports drinks and just relax. No one ever comes here but them, luckily, so Edd feels comfortable removing his mask and sliding out of the top half of his suit.

He can feel Kevin's eyes on him, which brings a fierce blush to his face; he quickly grabs a tshirt from his bag and slips it on. "What's wrong?" he asks and coughs, embarrassed by his raspy voice.

Kevin smirks but it's almost a tender look on his face, not the severe one that Edd has grown so used to. "Does it really gross you out that much?"

Though he doesn't sound upset, only amused, Edd's chest constricts with his guilt. "It did try to consume my being, Kevin…" he mutters and tucks a strand of hair behind his ear before shoving the mask to the bottom of his bag and snatching up his hat. "It's nothing against you."

"Yeah but… it's sort of me, at this point," he mutters, finally joining Edd over the duffel bags.

Edd looks away as the the living suit peels away from Kevin's torso, baring the smooth planes of his chest, his abs, dipping dangerously close to his sex. Even though they've had this routine for a while now, Edd will never get used to seeing Kevin Barr shirtless. He actually feels a little guilty about it because surely Kevin wouldn't want to be checked out by Edd or any other guy and he always does his best not to.

Kevin pauses and Edd looks at him nervously, guilt telling him Kevin must have caught him peeking. "Y'know, we have an understanding. It's not like a parasite more like… a mutual arrangement."

"Mutualism," Edd supplies automatically, "when two organisms have a relationship in which each individual benefits from the activity of the other."

"Jeez, braniac."

Edd ducks his head, blushing all the way to his ears as he picks at the bottle of Gatorade he brought. "Well… please do not think I find you un- I-I mean- I do not find you or Venom to be… gross."

Kevin snorts softly. "Chill, dude. It's okay."

Edd smiles nervously up at him and lets out a strained laugh. "Sorry. I do find it slightly intimidating but I certainly am not… repulsed by you. Or Venom." He glances down at the black still clinging to Kevin's hips and very hesitantly reaches out only to stop with his fingers hovering dangerously close to the deep V of Kevin's abs. "Uh, may-may I?" he croaks and makes the mistake of meeting Kevin's eyes, suddenly unreadable yet intense, so penetrating it takes his breath away.

"Ye-ah," he rasps, voice cracking. He quickly clears his throat. Edd has to tear his eyes away when Kevin's tongue slips along his bottom lip.

Edd's lithe fingers graze the ridged surface of the being that serves as a suit. It's warm and surprisingly soft, like flesh, and Edd has to fight to keep his hand there rather than tearing away in surprise. He smiles up at Kevin again, perhaps a little shaky, but still an honest smile. The subtle tension that has been growing in Kevin's shoulders slowly eases away and his eyes grow warm once more.

Then something touches Edd's fingers back. He glances down, fully expecting to find Kevin's fingers brushing his, and freezes. Venom, the inky tar-like being, is reaching for him, stretching outwards from Kevin's body, and he's helpless but to watch.

"Shit," Kevin mutters and steps back. "Sorry, I can usually control it better than this."

"It-it's fine," he gasps, heart hammering in his chest as the strange being threads through his fingers as if to hold his hand. "It's not trying to take me over again… is it?"

Kevin scoffs. "It's happy with me, thank you very much."

Edd actually laughs, high and tense with nerves, at the edge of indignance to Kevin's voice. "Jealous, Kevin?"

"Not of you…" he whispers.

Edd jerks his head up to find Kevin's face perfectly blank. Edd's ears burn. Venom wraps around his wrist and gives a little tug, drawing Edd's hand to Kevin's side.

"Uh…"

"Shit! I'm sorry- fuck!" Kevin snarls and begins to tug at Venom in a desperate attempt to get it to release him. Edd feels lightheaded with fear, blood roaring in his ears, but still remains calm, very carefully attempting to pull away. "It doesn't - it's not gonna hurt you," Kevin is quick to assure him. "It-" he coughs and Edd finally looks up at him to find his pale skin stained a dark red and his eyes trained stubbornly on the wall rather than Edd. "It just… _likes_ you."

"Likes me…" Edd repeats hollowly.

"Likes you."

His face is so red Edd suspects it must hurt. He's gone completely rigid even as Venom squeezes Edd's hand gently and tugs him even closer, actually guiding his hand until his open palm is pressed directly to Kevin's abdomen, skin against skin. Kevin's muscles jump under the touch and he hisses as if it actually hurts. Edd is so alarmed he attempts to yank his arm away and Venom not only holds his hand where it is but reaches out with another stretch of the rubber-like material of its body and coils it around Edd's hips.

He lets out a very undignified yelp and throws himself back, hoping his bodyweight will be enough to break its grasp. Instead of being released he is yanked forward until he is pressed flush to Kevin's bare chest, his nose hitting his shoulder roughly, breath knocked out of him.

They stand frozen, quiet and tense, for a long moment, Kevin perfectly still, not even breathing, and Edd's chest heaving with the beginnings of his panic. Even through his cotton shirt, Edd can feel Kevin's heat, taste his scent on his tongue, rich with sweat and cologne. Kevin sucks in a breath and turns his head, mouth brushing Edd's hair. The smaller man's heart stutters in his chest.

"It likes me," he repeats, voice thin.

"Uh… I'm really fucking sorry," Kevin replies nervously. Edd doesn't think he's ever heard Kevin nervous before; he feels a little nauseous. Good grief, he can _feel_ Kevin's heart racing and the intimacy of it makes his guilt grow. "It… Venom has never done this before."

"I-I would certainly hope not," he croaks.

"Are you… okay?"

"Uh, yeah… Yeah, just-" Edd breaks off with a gasp when Venom gives him a tight squeeze. He can feel it, the being's telepathic abilities, prying into his mind. It feels good in a toxic, nostalgic way, and memories of the first time Venom joined with him rush back to him. Panic seizes him, his throat tightening and body jerking.

Kevin actually growls which sends a sick thrill down Edd's spine. Broad, warm hands close around his shoulders and Edd looks up, cheek brushing Kevin's and stomach flipping, before Kevin shoves him away with such force he clenches his teeth and mutters a couple of choice words under his breath. Venom finally releases him and he stumbles back, somewhat dazed.

The dark being lashes around Kevin restlessly as he snatches up his duffel bag, mouth twisted into a snarl. Edd can only watch, a sinking feeling forming in his stomach. What if that one brief moment of Venom entering his mind was enough for Kevin to see Edd's thoughts? How Edd's heart swells when Kevin smiles at him, how butterflies flood his stomach when their hands brush, the joy he feels every time he and Kevin meet? Edd suddenly feels as if he could vomit.

Venom seems to calm, if reluctantly, and slithers up Kevin's body once more, forming his suit, covering all of that beautiful skin. He turns to Edd, jaw tight and the tendons in his neck strained, face guarded. "I'm sorry," he croaks. "I… fuck, please just forget that happened."

"Kevin," Edd begins, taking a step forward, but Kevin holds up his hand and looks away. "Kevin…?"

"'m sorry, just-just gotta give me some space. I'll see you-" he motions vaguely, "I dunno, sometime. Gotta go."

"Kevin!" Edd snaps and takes a lurching step forward but Venom covers his face once more and he turns sharply, running to take a flying leap from the roof.

Edd sighs, simply watching as Kevin's dark form disappears into the night. He's not sure what just happened and is torn between feeling terror and an intense curiosity.

* * *

 _Feedback is greatly appreciated!_


	2. Chapter 2

_**Just so you guys know:**_ **1\. this story is going to be maybe 5 chapters total 2. it's going to contain violence and sex**

* * *

 **Chapter 2**

The first few days are pathetically hard on Edd. He doesn't hear from Kevin or see him out and about at all. Not even at the sandwich shop where he always seems to have lunch (two messy Phillies a day without fail, until now). It's a shock to his system, having Kevin simply disappear, a brutal way to realize just how important the man is to him.

He respects that Kevin needs space so doesn't seek him out or attempt to call him, though it's terribly hard not to. He did spend the night patrolling around Kevin's borough, sometimes daring to wander within a one-block radius of his apartment but never closer.

He feels like a fool, a creep, a lowlife, but he tells himself he's simply hoping to keep Kevin safe.

It's difficult fighting alone after so long with Kevin always there, just behind him, ready to save him. It's too quiet. Lonely. Edd just wants Kevin to pop up and begin bickering with him over the newest story on the front page of the Daily Bugle or bantering while they fight Mysterio.

The third day, Edd texts Nazz and asks if everything is alright with Kevin. She assures him it is, asks if there's anything she can do but doesn't pry. That's what's so lovely about her, she's always so relaxed and understanding about these things. She says she hopes everything works out.

The fourth day, Edd texts Kevin. He receives no response.

The fifth day, Edd is hit hard by the Sandman, a few of his ribs cracking. It wouldn't have happened if Venom had been there, helping him. For a while Edd allows himself to feel bitter about this, laying on the roof where they are always supposed to meet as his ribs slowly heal, little by little. By the time he's good as new, he's crying.

All this time Double D was thinking Kevin was just embarrassed by Venom's actions but that must not be the case. Kevin must have seen into Edd's head through Venom, seen how Edd looks at him, wants him. Edd feels like such a fucking pervert.

Should have told Kevin he's gay. Should have never looked at Kevin's bare skin. God, he's such a terrible friend.

The sixth day, he asks Marie if she's seen Venom on any of her rounds as Spider-Woman. She says she has, that he's acting like "a little bitch" and demands to know what started Edd and Kevin's "lover's spat". The joke, the mere insinuation they have a relationship, makes Edd feels so guilty he can't bring himself to respond to her text.

The seventh day and Sandman is at it again. He's making a literal mess of Queens and the police, as usual, aren't much help. Despite the way New York hates Spider-Man and "vigilantes" and resents all they do, Edd once again is their only hope.

Sandman is always a bitch to fight because he's not only bigger than Edd but every time someone lands a blow his body gives way, turning soft, flesh replaced with sand. Venom is better at this, with its brute strength and alien speed, but when Edd arrives Kevin is nowhere in sight and even Marie is hanging back. He can't help but feel a surge of annoyance.

Sure, maybe it was wrong of him to check Kevin out every once in awhile and getting into situations in which Kevin was undressing without telling his friend and ally he's gay was shitty of him but he would never abandon him like this. It's not right, Kevin has a duty not only to Edd but Marie, their fellow heroes and the people of New York.

Edd swings low, stomach lurching, and draws his knees to his chest before kicking out just as Sandman turns to face him. His feet hit him square in the cheek, sending sand flying. All of his pain and frustration suddenly bursts and he slams his fist into his head again and again, clinging as the villain tries to swerve and throw him off so he can continue to tear into him. Finally he rears back and Edd uses the movement to launch himself out of his reach. Sandman roars as Edd soars away, a quickly growing fist following him as he does.

"Watch out, Spidey!" Marie crows and lands on Sandman's back, bringing him down hard despite her grace.

Edd quickly swings in an arch, preparing to hit him again when he spots the hulking form of Venom coming from the other direction, still a block away. His breath hitches, his heart soars-

"Spidey!"

He hits the ground hard, head making a terrible _crack_ against the concrete, breathless from the weight of sand upon his chest, and helpless, unable to fight the mounting burden with his vision blurring and mind swimming. It's obvious when Venom hits Sandman, there's a vicious roar, wholly animalistic yet sweet to Edd's ears, and the weight is lifted. Coughing, Edd groggily tries to brush away the sand on his chest, desperate to get to safety before fluttering black and white spots wholly consume his vision.

Marie's voice is distant and hollow; his ears are ringing, his vision kaleidoscoping- tunneling-

The last thing he hears is Venom's brutal scream.

When Edd wakes, he finds himself staring up at an unfamiliar ceiling, bathed in the gray light of morning. Everything is cool and comfortable unlike in his cramped apartment, the sheets and pillows nicer and softer than his own, and the ceiling isn't marred with an array of water stains.

His mind immediately forms an image of Marie, sprawled out in this bed, flipping through a magazine, but somehow that doesn't seem right. Logic says this must be her home (who else would save him like this, anyway?) yet his intuition says it's not. Marie has a key to his apartment and would likely just take him there, maybe crash on the couch after eating all of the junk food she could find in his cupboards, stay the night just to make sure he didn't need anything.

Edd moves, stretches out to test his limbs, feel the burn of his muscles. His head is aching but not terribly, much to his relief, and his spine is fine. He can tell he's bruised here and there but with his superhuman abilities they're likely browning by now, disappearing, and will be gone fully before the sun is truly in the sky.

He sucks in a deep breath and nearly chokes, eyes going wide and chest seizing.

This can't be happening - it can't be-

He's surrounded by _Kevin's_ scent.

His heart skips a beat in his chest and he sits straight up immediately only to have his head grow light, spinning, and he falls right back down.

Edd holds his breath when there's movement next to him; he realizes Kevin is asleep on the other side of the bed, stomach sinking. The redhead is practically nested in a stretch of black that is Venom, the being having spread out beneath him like a blanket; Edd is relieved yet confused to see that it is still on his legs in the form of a suit so he's not entirely nude.

The man that Edd has watched defeat beasts twice his size suddenly looks so small, pale and young, his face soft and open in sleep, that Edd only feels guiltier.

It's an obscenely large bed and pillows are stuffed between Edd and him so they are nowhere near each other but it still feels so intimate it leaves his heart racing. Those pillows are there for a reason, likely to keep Edd from trying anything now that Kevin knows his true feelings. Despite having lied to Kevin, it hurts to know the man who he has fought alongside doesn't trust him but he has no one to blame but himself.

Kevin shifts, makes a dark, disgruntled noise like Edd is going to regret waking him, then turns to glare only to sit up so fast it makes Edd's head hurt to watch, green eyes wide and red hair a mess, bangs hanging in his eyes. Those sharp, beautiful eyes trail across Edd's body, take in his face, his bare chest. The smaller man wants to disappear under the sudden scrutiny.

"Uh, hey."

"Hey," Kevin croaks. Venom seems to surge around him, grasping at the small of his back, slithering across the pillows, towards Edd. "Your heart rate is going fucking crazy, dude."

Edd's cheeks burn. "I-I- excuse me?"

Kevin looks sheepish and raises his wrist before tapping it pointedly. Edd confused and hesitant, raises his own wrist out in front of him to find a band of black wrapped around him. Now that he's thinking about it, he can feel Venom in his mind: a subtle pressure or fog that seems to linger at the base of his skull signaling the creature can hear his thoughts, sense his emotions. Panic floods him immediately, not because of the potential harm Venom could cause him but because this being can see into his mind and tell Kevin all of his darkest secrets.

It's little relief knowing that Kevin knows the worst already.

Kevin is immediately by his side, knocking the wall of pillows to the side and sending part of the writhing beast with it, strong hands so gentle as they cradle Edd's hand that he almost flinches. "I'm sorry- shit, please don't freak out. Venom isn't going to hurt you. Told you, he likes you. 's okay. I jus' had to have a way to make sure you were alright. Marie said not to take you to the hospital because you'd heal up just fine with your Spidey-Powers or whatever," he babbles nervously. "But I didn't want you to get sick or something crazy in the middle of the night and-and not know. That-That's why I slept here, too. 'm sorry. That's why."

His heart twinges in his chest. Kevin is so kind he put himself in an uncomfortable situation solely to keep him safe. He put Edd before his comfort even after knowing about Edd's feelings and lust, even after being hurt.

Edd watches, breathing shallowly, as Kevin gently prods the band with his strong fingers, rough from fights and years of sports; Edd desperately tries not to think about how nice they feel on his skin. "Is it… it's not going to come off, is it?"

Kevin flushes and scowls. "Uh… it's been misbehaving recently. 'm really sorry."

"Well, it's okay."

"You're sure?" he croaks. "I don't want to-to make you uncomfortable."

Edd looks away, ashamed and hurt by the obvious jab and it works, it makes guilt swell in his throat, threatening to choke him because he was not considerate of his friend, his dearest friend who he cares for deeply, not simply romanticly. This is his best friend and he not only made him uncomfortable but betrayed his trust in nearly every way. He couldn't even blame Kevin if he did this on purpose in order to tell if he's being honest, Venom allowing him to pick through his brain.

"I'm sorry," he chokes wetly. "You-you didn't have to take me here. I…" his eyes trail to the pile of pillows lain between Kevin's side of the bed and his, as if the man meant to keep him as far away as possible. "I wasn't thinking."

"Yeah, what the fuck was up with that?" he snorts, tone brighter, sounding more like the confident, sarcastic Kevin Barr Edd knows. He flinches and curls in on himself, chest aching with shame. "I mean, damn, Double Dweeb. I've never seen you that worked up."

Edd looks up at him, brow furrowed. "What?"

"Sandman. You were fucking wild. You could even say… _irresponsible_ ," he teases.

Edd blinks at him owlishly.

"Uh…" Kevin shifts uncomfortably. "Are we not talking about the same thing?"

"I… don't think so…"

"You're not apologizing for your ' _sudden irrationality_ '?" he mutters weakly, trying to mock Edd's typical tone in order to lighten the suddenly tense atmosphere.

"No… what…? You think I'm apologizing for being rash?"

Kevin scratches his neck awkwardly. "What else do you have to apologize for?"

Stomach roiling, Edd quickly looks away. "You don't have to pretend it didn't happen…" he murmurs, rubbing at the band around his wrist.

Kevin is quiet for so long Edd is convinced he's not going to respond. "If anyone should apologize it's me…" he says finally, voice rough.

Edd scoffs and looks back at him with a frown. "For what? I'm the one who…" he sighs. "I'm sorry, Kevin… So sorry, you-you can't imagine how-"

"Don't _pity_ me," Kevin scowls.

"P-pity you?" he squeaks. "What are you talking about?"

Kevin frowns at him, "What Venom showed you."

"Wha- no! Venom didn't show me anything! I thought- I- did it not show _you_?"

The stare at each other for another long moment. "Um… no…"

"Oh!" Edd gasps and lets out a burst of relieved laughter. "Oh! I- _oh_! I thought you saw something quite embarrassing…"

Kevin snorts, lips curling into a hesitant smirk. "What? You thinking about Marie's ass in spandex or somethin'?"

Edd nearly chokes on air, face flushing violently.

"Woah! Jeez, that was… certainly a lot of indignance… I can still feel, y'know, through Venom so maybe chill with the sudden bouts of utter disgust. Damn dude…"

Edd huffs softly. "Why on earth would you say something like that to begin with? It's highly disconcerting! If you wish for me to maintain a certain calmness about my being, I would suggest not making such-such _lewd_ accusations!"

"Aw, c'mon, dork. I honestly thought you and her were… y'know… Mister and Miss Spidey and all," He waggles his eyebrows suggestively.

"Heaven's no! I- she's a homosexual, for starters."

"No way! Marie? Okay, actually that's really fucking obvious now that I think about it…" he chuckles.

Edd looks away gnawing on his lip. "And…"

Kevin grows quiet, probably feeling Edd's nerves and fast pulse. "Yeah?"

"Well… I am, too… That's… I thought that's what Venom told you. And-and I felt very guilty. Not telling you. As… well… we change in front of each other," he says with a hollow laugh, the half truth bitter on his tongue. "So… I'm sorry. I thought… I'm really very sorry. I hope you don't feel… mislead or-or think of me differently or- oh, god, and I'm in your bed, too- Oh, _oh god_ , I-"

"Edd, shut up." Gulping, he looks up to find Kevin gazing at him steadily, face uncharacteristically solemn. "For fuck's sake, man… I'm not that much of an ignorant asshole. Anyway, I knew you were gay from the beginning."

"Wha-what?" he cries, sitting up straight. "How?"

"Venom. When it originally joined with me it, like… it had been a part of you long enough for you to have rubbed off on it. I had a bunch of your memories and shit rattling around in my head for a while, even. So… yeah… that included a kiss or two between you and some guys," he shrugs. "That's how I knew you were Spider-Man in the first place."

Edd opens his mouth to speak but his mind is, for once, completely blank.

"Double D, seriously," he insists, very carefully resting his hand on Edd's shoulder and ducking his head to meet his eyes. Edd's chest floods with warmth and hope at the honest concern he sees in Kevin's eyes. "I am pretty much the complete opposite of homophobic."

"The complete opposite…?"

"Bisexual. So… it would be pretty hypocritical of me to judge."

A peal of laughter escapes his lips before he can stop it. "You are?"

Kevin grins. "Yeah, feel pretty dumb now, right? I know I do."

Laughing shakily, Edd nods, hiding his face in his hands. "Gosh… I'm sorry…"

"No, don't be. That was actually about the same thing I was worried about. I, uh… may have been checking out your ass."

Edd chokes on his giggles and snaps his head up once more. Kevin looks away, dragging his fingers through his hair, only to look right back, frustration melting into curiosity. "You… aren't upset… or disgusted."

Edd's face burns and he picks at the sheets hesitantly. "No… Quite the opposite actually," he murmurs in a rare moment of boldness and meets Kevin's wide eyes.

"Oh… _Oh_. Well _shit_. That's… the best thing I've heard all day."

* * *

 **Thank you for reading! Please leave me some feedback or a review! Also, if you enjoyed this check out my other work! -Lavira**


	3. Chapter 3

This is where things begin to get a lil mature with some violence and sexual themes and such, just so you know!

* * *

 **Chapter Three:**

Eddward can't help but flush, biting his lip in a feeble attempt to contain his smile. "You… Is it correct to assume that you are emotionally attracted to me as well as physically?" he murmurs, voice quaking with nerves and excitement.

"God… yes…" he breathes. Those green eyes flicker across him, taking every little thing in from his teeth abusing his lip and his tangled fingers, twisting together nervously.

Venom is creeping across the bed, so slow Edd almost doesn't notice but it manages to catch his attention when it slips down the pillows slightly, and it makes a thrill tumble down his spine.

"Could I show you?" Kevin rumbles, reaching out to Edd carefully as if he doesn't want to scare him. The normally rough and rowdy man's caution makes Edd feel special. "Through Venom?"

Flushed, Edd nods. "Ah… I'm not really sure how it works - I never got to truly work with Venom when we were joined. But if-if it's possible - I- can I show you, too?"

Kevin smiles almost gently, a tenderness coming to his face so uncharacteristic of him that it sends Edd's pulse soaring. "I'll teach you - show you everything."

Edd, heart light in his chest, gently places his hand in Kevin's. His smile is breathtaking.

"Okay…" he whispers and shifts closer until he is kneeling by Edd's side. "Venom is going to probably - okay, _definitely_ \- get a little handsy just… don't freak out, okay?"

Edd hums in assent, watching as the darkness creeps across the sheets. Kevin locks their hands together and draws Edd's to his mouth to kiss his knuckles, chapped lips rough but wonderfully warm. It's enough of a distraction that Edd doesn't notice that the alien being is now clinging to the fabric of his pajama pants. The heat of the strange substance and its feather-light touch against his abdomen makes him jump.

Kevin sighs contentedly against his skin, eyes slipping closed. "Don't worry. It just wants to touch, y'know?"

"It's… a little disconcerting when you speak of Venom as if it has a mind of its own."

"It does, somewhat. It's like… it's there, it's different than me or you, but it's a part of each of us. Its own being yet not. It thinks sometimes. Usually its… _identity_ is so subtle you don't notice it. It tells me about what it was like… when you were together. It was a lot darker then, tainted then and it knows it - it's sorry for it. Venom is weird like that. Like it can grow and think like an individual but it only seeks to join, now - not control. Shit, I'm babbling."

"It's alright. I need to know these things. And I can certainly understand the urge to prattle on."

Kevin smiles at him crookedly and gives his hand a squeeze. "Venom wants to actually touch you, that okay?"

"Uh-huh… just… if I say to stop…"

"You just say the word, D, and we'll back off."

"Oh-okay…"

He watches, bruising his own lips, as Venom carefully touches his abs, making the muscles jump. "It's warm…" he murmurs, dreamy almost.

"Yeah… been all wrapped up under the covers with me…" Kevin says in explanation and Edd can't help but laugh.

The being carefully plasters itself to Edd's abdomen and he shivers, squeezing Kevin's hand. It moves like ink pooling, slipping into the lines of his abs and even his bellybutton. It doesn't feel bad but it does bring back rather dark memories.

Kevin immediately wraps his other hand around Edd's. "Not gonna hurt you - it can't and it won't."

Edd swallows thickly and nods, watching as it seeps up his chest. "Wha-what exactly does it want?"

"To feel you."

"Wh-why?"

Kevin is quiet for a moment so Edd peers at him, concerned. The pale man's cheeks are flushed and his pupils slightly dilated, the look on his face a shock due to the _desire_ it reveals. "It's… an extension of my being…"

Edd blushes all the way to his ears. "Oh," he squeaks. "You…"

"Sorry - I shouldn't have-"

"Wou-would you like to touch me?"

Kevin meets his eyes immediately. "Yes," he says firmly, unashamed and without hesitation.

Edd feels lightheaded he's blushing so thickly. "Uh… well… you may…"

Throat bobbing, Kevin very slowly reaches out to cup Edd's cheek, touch so soft it tickles. His eyes won't stop flickering across every inch of Edd's face, curious and awed. The smaller man finds himself squirming in pleasure from all of the attention though he still feels embarrassed, chest tight and warm.

Kevin and Venom are both moving steadily now, the man tracing the soft curve of Edd's jaw and the symbiote exploring the scars on his chest. It fills Edd's stomach with butterflies and his blush creeps all the way down his neck.

He squeaks when Venom brushes his nipple, sending a sudden rush of pleasure straight to his abdomen, and bats at the creature as punishment. Kevin has the gall to snort.

Huffing, Edd glares at him weakly. "It's not funny…"

Kevin only laughs, soft and bright. He shifts even closer and his fingers brush across Edd's breastbone where Venom has suddenly stopped. The being quickly continues until it is wrapping around Edd's throat, making him suck in a sharp breath.

"Hey, 's okay. Not gonna hurt you."

"Is-is this really necessary?"

"Yeah, it just wants to get a good connection. Also it's nice… like I can feel it. It's like touching you myself."

Edd blushes furiously. "O-oh-"

"Your skin is really soft…" he mumbles as the alien eases up the edge of Edd's jaw.

The smaller man's heart is running wild with anticipation and fear. He trusts Kevin, has put his life in his hands on many occasions, but he hasn't been in Venom's grasp since the being tried to consume him.

"It was tainted then," Kevin mumbles. "Ah, the connection is beginning to really work. I can hear a little of your thoughts…"

"' _Tainted_ '…?"

"Mhmm… I'll show you that, too, sometime but for now…"

His large, warm hands cradle Edd's face and draw him closer even as he leans in. Edd's heart skips a beat, eyes wide as Kevin nears him, lips so close-

He chuckles, a low and warm rumble in his throat that makes Edd's stomach twist pleasantly. "I won't kiss you… not yet…"

Edd's face burns.

Kevin rests his forehead against Edd's, eyes sliding closed. For a moment they breathe each other's air, enjoy the closeness, the warmth. "Just relax and let me take the lead, okay, Double Dork?" he murmurs finally.

Edd scoffs. "You just confessed to having feelings for me and you're still calling me that?"

"I say it fondly," he chuckles.

Edd can't help but smile and, without hesitation, allows his eyes to slip closed.

* * *

It's the first time they met, yet a little foggy and dream-like.

They're at the Daily Bugle. Eddy is yammering about this and that: Spider-Man is a menace and blah blah blah. Edd is trying to clean his camera lens. Nazz walks in with the reporter from the Daily Globe, their competition, the one fired over the Sin-Eater incident, Kevin Barr.

Edd glances up from his camera and their eyes meet. The Kevin of the past is shocked, Edd now, in this strange memory, feels it with him.

Edd is all big, blue eyes and pouty lips. His hair is peeking out from beneath his hat, the curl of ink somehow eye catching against the rosy, olive of his skin.

Kevin is shocked because he never anticipated Spider-Man, the man who ruined his career, would be gorgeous.

Kevin tries to steer away from some words bubbling through the memory like the tiny voices in one's mind but Venom seems to dredge them up on purpose.

 _Too bad he's Spider-Man or I'd take him home right now and see how those lips would look-_

The Kevin of now crushes the thought. The Kevin in the memory smirks.

Now knowing what he had been thinking in that moment, Edd blushes.

The memory stirs like rippling water and they are suddenly in the middle of the sandwich shop Kevin loves so much.

It's the first time they ate lunch together and Kevin is simply watching Edd, tuning out his lecture about how eating two Philly cheese steaks a day is simply not healthy.

 _Damn, those eyes… No one should be allowed to be this smart and pretty. It's just not fair._

"Yeah, yeah, yeah, I get it, Dork. Pass the ketchup."

Edd huffs but does as he's asked.

* * *

It's one of their final fights, just before Venom became Spider-Man's ally.

The hulking beast is holding Spider-Man up, hands around his throat and crush-crush- _crush_ -

Edd's mask is torn and one big, blue eye is visible, staring at Venom unflinchingly even as his face reddens.

 _He's too good for this. Been good to me. Can't be the bastard to hurt this innocent-_

Kevin drops him. Edd gasps wetly, whole body heaving.

Both the Kevin of then and now are nauseous and ashamed.

* * *

Spider-Man is peering at him suspiciously and it makes Kevin's chest tight with guilt and regret. Shame. He's so ashamed - no, Venom, Venom is the one that feels ashamed.

This isn't what he was meant for, not what any of his people were meant for.

It's so wrong, so disgusting that he allowed himself to fall - to be tainted - to be corrupted - to be the corrupter -

Kevin tugs on the end of his hat, curious about what's under it.

 _Bet he's fuckin' gorgeous. Bet his hair is soft and smells like vanilla or something sweet like that._

 _He's so pretty._

Edd clamps a hand down on his hat and shoots Kevin a glare but from Kevin's point of view Edd now sees how silly the look is, more pout than scowl.

 _Damn, even cute mad - especially cute mad. It's sad he wears that mask, bet he'd look fucking hot when he's fighting. And that fucking ass in spandex. God help me-_

* * *

Venom withdraws from Kevin's face for the first time, revealing to Edd that Venom is Kevin and Kevin is Venom and Spider-Man goes stock still.

"Hey…" he whispers, eyes focused on the man's nose because he is too afraid to meet his eyes even through the mask. "Double Dork…"

Edd turns on his heel and stalks away.

Kevin's chest fucking aches. He wants to take it all back. Curses Venom for ever existing. Wants to beg for forgiveness, anything to make Edd-

Edd reaches out to both of them in this strange dreamlike vision, feels their warmth. Wants to wrap himself up in Kevin, in the darkness. He tries to show him it's okay, it's all okay. The past is over. It doesn't matter.

Relief washes over him in a wave.

* * *

They're sitting on the roof of the abandoned building where all of this began, watching the sky burn orange as they guzzle their water and eat protein bars and beef jerky.

"Why does the sky change color?" Kevin asks, now unashamed to do so because he knows Edd will never poke fun; Edd never even knew the man was worried he would.

"The colors of the sunset result from a phenomenon called 'scattering'. It's really quite amazing! Molecules and small particles in the atmosphere change the direction of light rays, causing them to, as the name suggests, scatter which affects the wavelength of the light and thus the color.

"Sunlight passes through more air at sunset and sunrise than during the day, when the sun is higher in the sky or, more aptly put, our view is not obscured by the horizon. More atmosphere means more molecules to scatter the violet and blue light away while the other colors continue on their way to your eyes. This is why sunsets are often yellow, orange, and red, such as the one we are witnessing now."

Kevin stares at the sky for a moment then snorts. "Most of that - no, pretty much all of that went over my head."

"That's okay," Edd grins. "How about I put it this way: some of the light that would make the sky appear blue is not reaching your eyes so it looks orange instead."

"Huh…" he mutters. "Thanks, Einstein."

Edd giggles and Kevin smiles at him lopsidedly, his chest full and warm.

 _He's a fuckin' sweetheart_ , he thinks. _Damn… I just want to hold his fucking hand. What a sap. I wonder what type of ice cream he likes. He'd look cute eating ice cream. It's hot as fuck-_

"Wanna go get icecream?" Kevin asks, so calm and casual it's no wonder Edd never suspected his true feelings.

Blue eyes bright, Edd eagerly agrees.

* * *

Goblins are attacking. Everything is chaos. Venom and Kevin are one once more, tearing through the small beings - clawing - crashing -

"Venom!" Spider-Man cries, voice uncharacteristically tense and high.

Edd is in trouble, that's all either being can seem to focus on. Venom can taste the copper in the air, tongue lashing. His heart is beating so hard it hurts. Edd is in trouble and-

Kevin cuts the memory off suddenly. Now they are in another moment with Kevin curled up on his side in bed, the streets humming with cars, and Venom spread out beneath him once more, now playing with his fingers.

 _Sorry_ , he thinks, _it was too much_.

Edd's stomach twists with guilt and an overwhelming rush of affection. _That's okay_.

Kevin in the memory stirs. Sighing heavily, he draws his hand away and rolls onto his back. "I blame you," he mutters, apparently to Venom. "I don't want to feel this way about him. He's my fucking coworker in pretty much every way possible. Probably my best friend, too. How shitty is that?"

There's a fluttery, weak wave of empathy from Venom.

Kevin scoffs. "You're such a shit. You don't even regret it."

Now amusement from both the Venom of then and now.

"He's… he's so fucking beautiful. Like, that's not even it though! I could deal with it if he was just hot but he's nice and funny and… shit, V… I sort of really want to take him out on a dumb date and kiss his dumb face and a bunch of other dumb stuff."

Venom seems to thrum with-with… it's laughing. Venom, the alien symbiote is laughing.

"Yeah, well fuck you too, asshole."

* * *

"Darn it!"

"Woah, you kiss your mother with that mouth?" Kevin snickers and squats next to Edd's side. They're on the roof once more; Edd can remember this night, they had just finished fighting Hydro-Man and Edd had been tripped by a pipe caught up in their enemy's waters.

Edd pouts up at Kevin in a weak attempt to look angry. "I think it's twisted."

"Probably," Kevin supplies cheerfully.

Edd glowers some more.

"Don't worry. I'll take you home. Wait, shit, I didn't mean to make you feel like you-"

"Kevin, hush. I'll give you the directions as we go but are you sure? You don't have to if you don't want to."

Even as he says it, Venom is creeping up Kevin's throat once more. "I want to."

The larger man quickly slings their duffel bags onto his shoulder before reaching out to Edd. "C'mon, just wrap your arms around my neck and spider yourself to my shoulders or something."

Edd makes a derisive noise. _Cute_ , Kevin thinks.

"' _Spider myself_ '? You mean use my ability to adhere myself to your form?"

"Yeah, yeah, yeah. Just hold on, Dork."

Edd rolls his eyes but his lips are quirked into a smile. He takes Kevin's hand. Kevin helps Edd up before quickly turning so the smaller man can get onto his back.

Edd's hands feel small and delicate against his suit, Venom, which basically serves as a second skin. Edd still has his gloves on but it still feels nice. This is the first time they have truly touched intimately.

Edd is so small. So delicate.

 _How could I have ever hurt him?_

 _I just want to protect him._

 _I want to make him smile._

 _I hate seeing him in pain, even if he just sprained his ankle. Fuck, even if it was just a bruise._

 _I've got it bad._

* * *

Edd is confused when they are suddenly in a memory of his own - of him with Jason Long, his first boyfriend, first love, and they're kissing, desperate and wild like the teens they are.

This was his first time, in the dark, empty house he once called home with Jason Long so eager yet gentle.

Edd tries to reach out to Kevin and Venom, embarrassed that they're watching this now, cringing when his past self lets out a shaking moan, back arching, hands scrambling to find purchase on pale shoulders.

The memory shifts and there's Kevin, sitting up in bed, hair wild, chest heaving.

"Holy fuck," he says, voice _wrecked_. "Goddamn it, Venom…"

Venom now, the Venom that is connecting them so they can share this, seems to preen, radiating _amusement_. Kevin, on the other hand, is embarrassed but resigned to continue.

"I don't need fucking wet dreams about Eddward Vincent," Kevin in the memory growls, kicking the sheets down the bed and shoving his hand into his pants.

Another night, now. In the fading light of the sunset, Edd drags off his mask, then his shirt. Kevin watches from behind him, the beautiful lines of muscle and bone beneath his olive skin.

 _I wish I could touch him._

 _Bet his skin is fucking soft. Bet he'd squirm a little, bat my hands away. Tell me he's trying to get dressed, to wait until later._

 _I'd take him home. I'd make him fucking dinner and watch some shit documentary on television._

 _He'd fall asleep._

 _I'd carry him to bed, tuck him in even._

 _I'd just watch him a while._

 _I just want to be next to him._

"Are you okay, Kev?" Edd calls, making Kevin's inner voice go quiet.

"Peachy. Just have a crick in my neck."

* * *

"Hey, V…"

They're in Kevin's room again and the pale man is sprawled across the bed in a pair of sweats, tugging at the string of them.

Venom shivers beneath him in response.

"I think I love him."

* * *

Thank you all for your feedback!


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